US Executive Officer Management Changes SEC — May 01, 2026

USA Executive & Director Changes

44 high priority44 total filings analysed

Executive Summary

Across 44 filings in the USA Executive & Director Changes stream (40 new), a dominant theme is strong shareholder support at 2026 AGMs, with 12+ companies (e.g., Sonic Automotive 85-95% director approvals, Truist 89% quorum, TechnipFMC 98%+ proposals) signaling board stability and approval of comp/equity plans. CFO and key exec churn is evident in 12 cases (e.g., Worksport, Cisco CAO, KB Home CFO, Natural Alternatives CFO resignations), mostly neutral without disagreements, often with internal promotions or experienced replacements. Period-over-period trends show mixed financials: Perella Weinberg revenues -30% YoY to $148.9M with comp ratio +12pts to 82%; Universal Logistics revenues -4% YoY to $367.6M, swing to $(3.5M) net loss; BioRestorative exec comp +83% CEO YoY to $2.4M. Positive appointments (e.g., Carter’s new CEO Sharon Price John, Deere CFO Brent Norwood) and M&A integrations (Stock Yards adding branches/CEO) highlight growth strategies. Capital allocation remains shareholder-friendly with dividends (Perella $0.07, Universal $0.105). Portfolio implications: Monitor finance role turnover for small/mid-caps as potential early warning; bullish on industrials/autos with expert board adds.

Tracking the trend? Catch up on the prior US Executive Officer Management Changes SEC digest from April 24, 2026.

Investment Signals(12)

  • 2026 Equity Incentive Plan approved with 95%+ votes, reserving 2.3M shares; all directors 85-95% support

  • Appointed Hardy Murchison (ex-Encino CEO, $5.6B exit) as independent director, boosting oil/gas expertise amid growth strategy

  • Completed Field & Main acquisition adding 6 branches/CEO Scott Davis to board; full integration Oct 17, 2026

  • Added Emily Silver (DICK’S SVP, ex-PepsiCo) to board/tech/HR committees, enhancing digital/brand strategy

  • Promoted Todd Fister to EVP CFO/COO with $850K salary, $3.5M LTIP target; external CFO search signals confidence

  • Added 2 partners/11 MDs YTD + Gleacher acquisition (5 partners/3 MDs); $0.07 dividend despite -30% YoY rev

  • Carter’s(BULLISH)

    New CEO Sharon Price John (ex-Build-A-Bear CEO) effective Jun 15; reaffirmed Q1/FY2026 guidance pre-May 6 earnings

  • Permanent CEO Cary Vance (interim success) + Chair Jan Stern Reed; Q1 earnings May 14 with pipeline continuity

  • Deere & Co(BULLISH)

    Internal CFO Brent Norwood (20+ yrs exp, acquisitions) effective May 1, praised for shareholder value delivery

  • Exec comp surges (CEO +83% YoY to $2.4M, salaries +11-17%); no stock awards but bonuses up

  • Interim CFO Craig Christensen (20 M&A deals, $122M equity raise) for B2B/AI scaling

  • PACCAR(BULLISH)

    CEO pay $19.5M, 198:1 ratio stable; all directors elected despite some opposition, LTIP awards approved

Risk Flags(10)

  • Worksport[MEDIUM RISK]

    CFO Michael Johnston resigned Apr 30; new VP Jennifer Kartychak unproven at CFO level despite EY/Moog exp

  • Q1 rev -30% YoY to $148.9M, comp ratio +12pts to 82%, pre-tax loss $11M GAAP

  • Q1 rev -4% YoY to $367.6M, net loss $(3.5M) vs $6M profit; intermodal -32% rev, margin 1.3% vs 4.1%

  • Red Robin[MEDIUM RISK]

    CLO Sarah Mussetter resigning May 15; signed by Interim CFO signals finance instability

  • KB Home[HIGH RISK]

    CFO Robert Dillard resigning May 8, no disagreement but key finance role vacancy

  • Arq Inc[HIGH RISK]

    COO/CFO separations finalized Apr 29 post-Mar 4 exit; $361K+ severance, accelerated vesting amid turmoil

  • Skillz[MEDIUM RISK]

    Interim GC Nikul Patel departed Apr 28 with severance; legal transition risk

  • A10 Networks[MEDIUM RISK]

    EVP Sales/Marketing Sheen Khoury terminated Apr 27; potential sales disruption

  • CFO Michael Fortin resigning May 15 for external role; interim by President Wolf

  • Concentrix[MEDIUM RISK]

    Director Bilge Ogut resigned Apr 29 as GBL stake <50% threshold post-Webhelp deal

Opportunities(10)

  • Flowco Holdings(OPPORTUNITY)

    Hardy Murchison board add (Ohio’s largest oil producer exit $5.6B) undervalued for energy growth

  • Field & Main M&A adds KY/IN branches, CEO to board; integration Oct 17 catalyst

  • Owens Corning(OPPORTUNITY)

    Fister promotion expands CFO/COO role; $1M RSU award, new CFO search for talent upgrade

  • Carter’s(OPPORTUNITY)

    CEO transition to Sharon Price John amid 'solid momentum', tariff mgmt; May 6 earnings reaffirm guidance

  • AVITA Medical(OPPORTUNITY)

    CEO Vance permanent post-interim success; Q1 May 14 call, pipeline intact

  • Deere & Co(OPPORTUNITY)

    CFO Norwood internal promote with M&A/IR expertise; machinery sector outperformance potential

  • PodcastOne(OPPORTUNITY)

    Christensen CFO for M&A/AI push; 3.9B downloads, 1B impressions undervalued

  • Winnebago(OPPORTUNITY)

    Silver board add for e-comm/digital; facilities expansion in IA/IN/MN/FL

  • Perella Weinberg(OPPORTUNITY)

    Talent adds (18 MDs/partners YTD) despite rev dip; $77M cash, no debt

  • Drilling Tools(OPPORTUNITY)

    New Chairman/CEO Prejean, directors elected; auditor ratified FY2026

Sector Themes(6)

  • AGM Overwhelming Support

    15/44 filings (e.g., Sonic 95%+, Truist 89% quorum, TechnipFMC 98%+) show strong director/auditor/comp approvals; implies governance stability, low activist risk across industrials/banks

  • CFO/Churn in Small/Mid-Caps

    10+ resignations/appointments (Worksport, KB Home, Natural Alt, Cisco CAO); neutral but frequent in tech/energy, potential for operational hiccups vs large-caps stability

  • Talent Upgrades in Industrials/Autos

    Positive adds (Flowco oil exp, Winnebago marketing, Owens promo); vs financials mixed rev (Perella -30% YoY), signals sector resilience

  • Banking M&A/Board Continuity

    Stock Yards acquisition + CEO add; First Bancorp chair shift neutral; high AGM votes (Truist) support expansion footprints

  • Comp Ratio Pressures

    Perella +12pts to 82% amid -30% rev; Universal margin -280bps to 1.3%; talent investments (BioRest +83% CEO) prioritize growth over margins

  • Shareholder Returns Intact

    Dividends declared (Perella $0.07 Jun15, Universal $0.105) despite losses; equity plans approved (Polaris +4.6M shares) boost alignment

Watch List(8)

Filing Analyses(44)
SONIC AUTOMOTIVE INC8-Kpositivemateriality 5/10

01-05-2026

Sonic Automotive, Inc. held its 2026 Annual Meeting on April 29, 2026, where stockholders elected all nine director nominees (David Bruton Smith, Jeff Dyke, William I. Belk, William R. Brooks, Michael Hodge, Keri A. Kaiser, B. Scott Smith, Marcus G. Smith, and R. Eugene Taylor), each receiving between 85% and 95% votes in favor. Stockholders also ratified Grant Thornton LLP as independent auditors for fiscal 2026, approved 2025 named executive officer compensation on an advisory basis, approved the 2026 Equity Incentive Plan reserving 2,318,148 shares of Class A Common Stock, and approved the amendment and restatement of the 2012 Formula Restricted Stock and Deferral Plan for Non-Employee Directors, all with over 95% approval. No declines or flat performance noted in voting results.

  • ·Annual Meeting voting: Auditor ratification - 140,643,605 For, 1,535 Against; Say-on-pay - 133,238,802 For, 5,439,356 Against; Equity Plan - 133,026,040 For, 5,662,777 Against; Directors Plan - 132,129,410 For, 6,559,374 Against
  • ·2026 Equity Incentive Plan effective February 11, 2026; terminates February 10, 2036
  • ·Proxy statement filed March 6, 2026
Worksport Ltd8-Kneutralmateriality 8/10

01-05-2026

Worksport Ltd. announced the resignation of Michael Johnston as Chief Financial Officer, Principal Financial Officer, and Principal Accounting Officer, effective 5:00 p.m. ET on April 30, 2026, which was not due to any disagreements with the company's operations, policies, or practices. The Board appointed Jennifer Kartychak, the current Vice President of Finance, as the new Chief Financial Officer, Principal Financial Officer, and Principal Accounting Officer, effective May 1, 2026. Ms. Kartychak brings over 10 years of public accounting experience, including roles at Ernst & Young LLP and Moog Inc., and her compensation includes an annual base salary of $220,000, a target bonus of $75,000, a stock option for 100,000 shares, and a stock grant of 13,000 shares to her entity.

  • ·Jennifer Kartychak served as VP of Finance since January 1, 2026, and provided consulting services via Arend Advisory Group LLC since August 2023.
  • ·Kartychak's experience includes 5 years at EY as Manager in Assurance Services and Corporate Accounting Manager at Moog Inc. from May 2010 to June 2016.
  • ·No family relationships or other arrangements leading to Kartychak's appointment; no Item 404(a) disclosures beyond noted transactions.
Teucrium Commodity Trust8-Kneutralmateriality 4/10

01-05-2026

Effective May 8, 2026, Christi Powitzky resigned as Chief Compliance Officer of Teucrium Trading, LLC, the sponsor of Teucrium Commodity Trust funds including Teucrium Wheat Fund (WEAT), Teucrium Corn Fund (CORN), Teucrium Soybean Fund (SOYB), Teucrium Sugar Fund (CANE), Teucrium Agricultural Fund (TAGS), and 7RCC Spot Bitcoin and Carbon Credit Futures ETF (BTCK). Effective May 11, 2026, Brian T. MacKenzie was appointed as the new Chief Compliance Officer of the Sponsor, with over 20 years of experience in investment compliance and no new compensatory arrangements disclosed. No transactions requiring disclosure under Item 404(a) of Regulation S-K were reported.

  • ·Mr. MacKenzie previously served as Head of Adviser Compliance Support Services at PINE Adviser Solutions (since 2022), Head of Portfolio Surveillance and Reporting at Janus Henderson Investors (2018-2022), and Vice President and Head of Portfolio Compliance at Brown Brothers Harriman.
  • ·None of the officers of the Sponsor receive compensation from the Funds.
  • ·Mr. MacKenzie earned his B.A. from the University of Massachusetts, Amherst, and serves on the Advisory Board for the Compliance and Ethics Program at the University of Colorado Boulder Law School.
Flowco Holdings Inc.8-Kpositivemateriality 7/10

01-05-2026

Flowco Holdings Inc. (NYSE: FLOC) appointed Hardy Murchison as an independent director effective April 29, 2026, increasing the Board size to eight directors and independent directors from three to four. Mr. Murchison, founder and CEO of Encino Energy, led the company to become Ohio’s largest oil producer before its $5.6 billion sale to EOG Resources in 2025, and previously managed $1.7 billion in oil & gas investments at First Reserve Corporation. CEO Joe Bob Edwards praised Murchison’s operational expertise to support Flowco’s growth strategy.

  • ·Appointment effective April 29, 2026; filing date May 01, 2026.
  • ·Mr. Murchison holds a Bachelor of Arts from the University of Texas and an MBA from Harvard University.
  • ·Mr. Murchison serves as Director of the Bettering Human Lives Foundation and the Coastal Conservation Association of Texas Fund, and Chairman of the American Energy Policy Center.
  • ·Flowco provides production optimization, artificial lift, and emissions management solutions for oil and natural gas industry.
First Bancorp, Inc /ME/8-Kneutralmateriality 5/10

01-05-2026

The First Bancorp, Inc. (Nasdaq: FNLC) elected Cornelius “Connie” Russell as board chair on April 29, 2026, succeeding Bruce Tindal who retired from the board after serving as chair since 2023. Russell has been a director since 2014 and has chaired the Nominating & Governance Committee, Trust Committee, Directors’ Loan Committee, and served on other key committees. No other changes or financial impacts were reported.

Perella Weinberg Partners8-Kmixedmateriality 9/10

01-05-2026

Perella Weinberg reported first quarter 2026 revenues of $148.9 million, down 30% YoY from a record $211.8 million, driven by fewer fee-paying clients and declines in M&A and financing closings, resulting in a GAAP pre-tax loss of $11 million and adjusted pre-tax loss of $3 million. Compensation expenses decreased to $122.1 million (GAAP) but rose as a percentage of revenues to 82% from 70%, while non-compensation expenses fell to $39.8 million. Positively, the firm held $77.7 million in cash with no debt, returned $63.8 million to shareholders, declared a $0.07 quarterly dividend, and advanced talent strategy with additions of two partners and eleven managing directors YTD plus the Gleacher Shacklock acquisition adding five partners and three managing directors.

  • ·GAAP Diluted EPS of $0.02 and Adjusted EPS of $0.05 for Q1 2026
  • ·Year-to-date added two Partners and eleven Managing Directors with an additional MD to join; Gleacher Shacklock to add five Partners and three Managing Directors
  • ·Declared quarterly dividend of $0.07 per share of Class A common stock, payable June 15, 2026
  • ·Net settlement of 2,738,502 share equivalents at average price of $20.14
Stock Yards Bancorp, Inc.8-Kpositivemateriality 9/10

01-05-2026

Stock Yards Bancorp, Inc. (NASDAQ: SYBT) completed its acquisition of Field & Main Bancorp, Inc., merging Field & Main Bank into Stock Yards Bank & Trust Company, adding 6 retail branches in Henderson, Lexington, Cynthiana (Kentucky), and Evansville (Indiana), and expanding the footprint in Western Kentucky. Scott Davis, former CEO of Field & Main, was appointed to the Boards of Directors for both the Company and the Bank effective May 1, 2026. Full system integration is expected on October 17, 2026, with no immediate changes to customer banking services.

  • ·Field & Main headquartered in Henderson, Kentucky.
  • ·Stock Yards operates in Louisville, central, south central, eastern, western and northern Kentucky, Indianapolis IN, and Cincinnati OH markets.
WINNEBAGO INDUSTRIES INC8-Kpositivemateriality 6/10

01-05-2026

Winnebago Industries, Inc. (NYSE: WGO) appointed Emily Silver as an independent director effective May 1, 2026, adding her to the technology and human resources committees. Ms. Silver, currently senior vice president, chief marketing, e-commerce and athlete experience officer at DICK’S Sporting Goods with prior 16 years at PepsiCo, brings expertise in marketing, digital transformation, and brand strategy. The board now consists of ten members.

  • ·Winnebago Industries has facilities in Iowa, Indiana, Minnesota, and Florida.
  • ·Investor contact: Joan Ondala (ir@winnebagoind.com); Media contact: Daniel Sullivan (media@winnebagoind.com).
Owens Corning8-Kpositivemateriality 7/10

01-05-2026

Owens Corning promoted Todd W. Fister, age 51, to Executive Vice President, Chief Financial and Operating Officer effective May 1, 2026, expanding his prior roles as EVP and CFO since September 2023 and President, Insulation since July 2019. The company is conducting an external search for a new CFO. Compensation includes a base salary of $850,000, target annual cash incentive at 100% of base, increased annual LTIP target of $3,500,000 commencing 2027, and a $1,000,000 promotional RSU award vesting after two years.

  • ·Promotion announced April 28, 2026; effective May 1, 2026.
  • ·RSU award granted pursuant to the Company’s 2023 Stock Plan.
  • ·External search underway for a new Chief Financial Officer.
PACCAR INC8-Kpositivemateriality 6/10

01-05-2026

PACCAR Inc's Compensation Committee approved Long Term Performance Cash Awards for the 2023-2025 cycle, recalculating total compensation for Named Executive Officers including CEO R. P. Feight at $19,453,009 and reporting a CEO pay ratio of 198:1 with median employee compensation at $98,350. At the annual stockholder meeting on April 28, 2026, all 11 director nominees were elected with majority support, though M. A. Schulz received significant opposition (63,686,066 votes against out of approximately 393M for); advisory approval of executive compensation and ratification of auditors also passed with majority votes. No changes in employee population or compensation arrangements materially affected the pay ratio disclosure.

  • ·Annual meeting held on April 28, 2026; LTIP Cash Awards approved on April 27, 2026
  • ·Median employee for 2025 pay ratio same as 2023 due to no significant changes in employee population or compensation
  • ·Item 2 (exec comp approval): 432,025,578 for, 25,777,225 against, 1,323,699 abstentions
  • ·Item 3 (auditor ratification): 459,284,605 for, 22,031,967 against, 484,701 abstentions
Zurn Elkay Water Solutions Corp8-Kpositivemateriality 5/10

01-05-2026

Zurn Elkay Water Solutions Corporation announced on April 30, 2026, that Sudhanshu Chhabra, Executive Vice President, Zurn Elkay Business Systems, transitioned into an advisory role effective the same date. At the 2026 Annual Meeting of Stockholders held on April 30, shareholders elected Thomas D. Christopoul (94.9% FOR), Emma M. McTague (95.7% FOR), and Peggy N. Troy (92.0% FOR) to the Board for three-year terms expiring in 2029, approved advisory compensation for named executive officers (87.6% FOR), and ratified Ernst & Young LLP as auditors for Fiscal 2026 (98.1% FOR). There were 167,542,304 shares outstanding eligible to vote as of the March 3, 2026 record date.

  • ·Terms of other directors continue until 2027 (Todd A. Adams, George C. Moore, Rosemary Schooler) or 2028 (Mark S. Bartlett, Don Butler, Timothy J. Jahnke, David C. Longren).
CISCO SYSTEMS, INC.8-Kneutralmateriality 6/10

01-05-2026

Cisco Systems, Inc. announced the retirement of M. Victoria Wong as Senior Vice President and Chief Accounting Officer effective May 19, 2026, with her continuing as Executive Advisor until July 25, 2026. The Board appointed Nichlas A. Fink, currently Vice President and Corporate Controller, as her successor effective May 20, 2026. In connection with the appointment, Mr. Fink will receive restricted stock units with a grant date fair value of $500,000 and enter into a standard Indemnity Agreement.

  • ·Nichlas A. Fink joined Cisco in February 2016; previously served as Vice President and Corporate Controller since November 2022, Vice President of Finance from June 2021 to November 2022, and Senior Director of Finance from February 2016 to June 2021.
  • ·Prior to Cisco, Mr. Fink was Vice President and Chief Accounting Officer of Pyxus International, Inc. from January 2014 to February 2016, with earlier roles at Pyxus, Nortel Networks, and Ernst & Young LLP.
  • ·Indemnity Agreement with Cisco filed as Exhibit 10.1 to 8-K on January 25, 2021.
RED ROBIN GOURMET BURGERS INC8-Kneutralmateriality 4/10

01-05-2026

On April 27, 2026, Sarah A. Mussetter notified Red Robin Gourmet Burgers, Inc. (RRGB) of her resignation as Chief Legal Officer and Secretary, effective May 15, 2026. Ms. Mussetter will continue in her role and assist with the transition of her responsibilities until her departure. The 8-K filing was signed by Christopher Meyer, Interim Chief Financial Officer, on May 1, 2026.

Sabre Corp8-Kpositivemateriality 6/10

01-05-2026

Sabre Corporation held its 2026 Annual Meeting of Stockholders on April 29, 2026, electing ten directors including George Bravante, Jr., Kurt Ekert, and others, each with majority votes for (ranging 270.9M to 275.0M) though facing some opposition (2.5M to 6.6M against). Stockholders also ratified Ernst & Young LLP as auditor (308.3M for vs 6.6M against), approved the 2026 Omnibus Incentive Compensation Plan (188.8M for vs 79.3M against) and 2026 Director Equity Compensation Plan (244.3M for vs 23.8M against), and supported say-on-pay (236.5M for vs 31.4M against), with 395,173,142 shares outstanding on the record date of March 2, 2026. While all proposals passed, the Omnibus Plan saw significant opposition at nearly 30% of votes cast.

  • ·Director elections had abstentions ranging from 1,989,262 to 2,065,466 per candidate.
  • ·Auditor ratification abstentions: 134,373.
  • ·2026 Director Plan abstentions: 11,444,262; say-on-pay abstentions: 11,586,054.
  • ·Plans and proxy details filed March 19, 2026; effective date April 29, 2026.
Polaris Inc.8-Kpositivemateriality 6/10

01-05-2026

At Polaris Inc.'s 2026 Annual Meeting on April 30, 2026, stockholders elected George W. Bilicic, Gary E. Hendrickson, and Gwenne A. Henricks as Class II directors for terms ending in 2029, with each receiving between 39 million and 41 million 'for' votes against 2-4 million 'against'. Stockholders also approved an amendment to the 2024 Omnibus Incentive Plan increasing authorized shares by 4,580,000 from 4,325,000 to 8,905,000 (37,055,736 for vs. 6,446,556 against), advisory approval of executive compensation (39,166,733 for vs. 4,275,833 against), and ratification of Ernst & Young LLP as auditors (49,407,749 for vs. 1,320,850 against), with 51,080,000 shares voted out of 56,615,893 outstanding.

  • ·Record date for Annual Meeting: March 9, 2026
  • ·Proxy Statement filed: March 17, 2026
  • ·Terms of continuing directors: Darryl R. Jackson, Bernd F. Kessler, Lawrence D. Kingsley, Gwynne E. Shotwell, Michael T. Speetzen, John P. Wiehoff
Skillz Inc.8-Kneutralmateriality 5/10

01-05-2026

Skillz Inc. reported the departure of Nikul Patel, its Interim General Counsel, effective April 28, 2026. Mr. Patel is entitled to Tier 3 severance benefits under the company's severance plan, contingent upon executing a customary separation agreement and release of claims. The filing was signed by Todd A. Valli, Chief Accounting Officer.

Archimedes Tech SPAC Partners III Co.8-Kneutralmateriality 7/10

01-05-2026

On April 28, 2026, Long Long resigned as Chief Executive Officer of Archimedes Tech SPAC Partners III Co., effective immediately, with no disagreements on operations, policies, or practices, and he will continue as a board member. Ben Landen, previously the company's CTO and former CEO from August to December 2025, was appointed as the new CEO, effective immediately, while retaining his CTO role. No related party transactions, family relationships, or compensatory arrangements were disclosed beyond prior filings.

  • ·Ben Landen has been CTO since December 2025 and served as Special Advisor to Archimedes Tech SPAC Partners II Co. since February 2025.
  • ·Ben Landen co-founded Superposition Venture Partners in 2020 and served as its Managing Director.
  • ·DeepScale, where Ben Landen was Head of Product & Business Development from 2017 to 2019, was acquired by Tesla in 2019.
  • ·Ordinary shares have par value of $0.0001 per share.
Onfolio Holdings, Inc8-Kneutralmateriality 4/10

01-05-2026

On April 27, 2026, Robert Lipstein notified Onfolio Holdings Inc. that he intends to resign as a director effective May 31, 2026. The resignation is not due to any disagreement with the company, its management, the Board of Directors, or any committee thereof. The 8-K filing was submitted on May 1, 2026, with the resignation letter attached as Exhibit 17.1.

  • ·Securities registered: Common Stock ($0.001 par value, ONFO on Nasdaq Capital Market); Warrants to Purchase Common Stock (ONWO on Nasdaq Capital Market)
  • ·Company is an emerging growth company
Dave & Buster's Entertainment, Inc.8-Kneutralmateriality 6/10

01-05-2026

Dave & Buster's Entertainment, Inc. (NASDAQ: PLAY) appointed Charles Protell, President and CFO of Golden Entertainment, to its Board of Directors and Audit Committee effective April 27, 2026. Atish Shah, Chair of the Audit Committee and member of the Nominating and Corporate Governance Committee, notified the company on April 30, 2026, that he will not stand for reelection at the annual shareholder meeting on June 18, 2026, and will serve until then. The company operates 243 venues in North America, including 179 Dave & Buster’s stores and 64 Main Event stores.

  • ·Charles Protell joined Golden Entertainment in November 2016 as EVP, Chief Strategy Officer and CFO, promoted to President in August 2019.
  • ·Company founded in 1982, headquartered in Coppell, Texas.
INTERNATIONAL BUSINESS MACHINES CORP8-Kneutralmateriality 4/10

01-05-2026

IBM filed an 8-K on May 1, 2026, disclosing amendments to its bylaws (Item 5.03) adopted through April 28, 2026, alongside potential director/officer changes (Item 5.02) and other matters (Item 5.07). The bylaws govern stockholder meetings (annual on last Tuesday of April, special meetings callable by Chairman, Board, or holders of 25% of shares), board operations, officer roles, and proxy procedures. No specific officer departures/elections or material governance shifts are detailed in the provided exhibit.

  • ·Bylaws originally adopted April 29, 1958
  • ·Stockholder notice for annual meeting business: 120-150 days before prior year's proxy anniversary
  • ·Quorum for stockholder meetings: majority of outstanding voting shares
HAEMONETICS CORP8-Kneutralmateriality 4/10

01-05-2026

On April 27, 2026, Charles J. Dockendorff informed Haemonetics Corporation that he will not stand for re-election at the Company's 2026 Annual Meeting of Shareholders. Mr. Dockendorff, a Board member since 2014 and current member of the Audit Committee and Governance and Compliance Committee, will continue serving until the meeting. His decision stems from no disagreement with the Company.

  • ·Filing submitted on May 1, 2026
  • ·Common stock traded as HAE on New York Stock Exchange
BioRestorative Therapies, Inc.8-Kpositivemateriality 6/10

01-05-2026

On May 1, 2026, the Compensation Committee of BioRestorative Therapies, Inc. approved discretionary cash bonuses for its Named Executive Officers for fiscal year 2025, to be paid in 2026. Total compensation increased significantly YoY across executives: CEO Lance Alstodt's total rose 83% to $2,409,167 driven by higher option awards; VP Francisco Silva's increased 89% to $2,322,916; and CFO Robert Kristal's rose 17% to $801,750. Salaries also grew 11%, 10%, and 17% respectively, with bonuses up 9%, 9%, and 56%, though no stock awards were granted.

  • ·No stock awards granted in 2025 or 2024.
  • ·2025 bonuses are discretionary for 2025 services, payable in 2026.
  • ·2024 bonuses were discretionary for 2024 services, paid in 2025.
  • ·Option awards reflect grant date fair value per FASB ASC Topic 718.
FB Bancorp, Inc. /MD/8-Kneutralmateriality 6/10

01-05-2026

On April 29, 2026, FB Bancorp, Inc. and Fidelity Bank entered into a Board Chair Realignment and Transition Agreement with Katherine A. Crosby, under which she will serve as Executive Chair until June 30, 2026 (Transition Date), then transition to non-executive Chair without an employment position. Ms. Crosby will receive her current base salary and benefits until the Transition Date, COBRA reimbursement until age 65, a $250,000 cash payment in four $62,500 installments through June 30, 2028, and a $250,000 restricted stock grant vesting in four installments over the same period. Her prior employment agreement terminates on the Transition Date, but post-employment restrictive covenants continue for six months thereafter.

  • ·Ms. Crosby will receive board fees as Chair and continue in the Fidelity Bank Amended and Restated Director Retirement Plan post-Transition Date.
  • ·Cash and restricted stock vest in four approximately equal installments on December 31, 2026; June 30, 2027; December 31, 2027; and June 30, 2028.
  • ·Prior Employment Agreement dated March 6, 2024, terminates on Transition Date but Section 12 restrictive covenants extend six months.
CARTERS INC8-Kpositivemateriality 10/10

01-05-2026

Carter’s, Inc. (NYSE: CRI) appointed Sharon Price John, former CEO of Build-A-Bear Workshop, as Chief Executive Officer and President effective June 15, 2026, with Richard F. Westenberger serving as interim CEO until then; Douglas C. Palladini departed immediately as CEO, President, and Board member. The company reaffirmed its first quarter and full-year fiscal 2026 outlook originally provided on February 27, 2026, ahead of its earnings report and call on May 6, 2026. Leadership transition occurs amid described solid momentum following organizational streamlining and tariff management.

  • ·Company headquartered in Atlanta, Georgia.
  • ·Over 160 years of history as a trusted brand in young children’s apparel.
  • ·Largest supplier of baby and young children’s apparel to North America’s biggest retailers.
Drilling Tools International Corp8-Kpositivemateriality 6/10

01-05-2026

Drilling Tools International Corp held its 2026 Annual Meeting of Stockholders on April 28, 2026, with 18,789,793 shares present, representing 53.39% quorum of 35,188,260 outstanding shares. Shareholders elected new directors Ira H. Green, Jr., Daniel J. Kimes, and Jeremy D. Thigpen, and reelected R. Wayne Prejean, Curtis L. Crofford, John D. Furst, and Eric Neuman; meanwhile, Thomas M. 'Roe' Patterson and C. Richard Vermillion ceased serving as directors after choosing not to seek reelection, with no disagreements reported. R. Wayne Prejean commenced as Chairman while retaining President and CEO roles, John D. 'Jack' Furst as Lead Independent Director, and Proposal 2 ratified Grant Thornton LLP as auditors for FY2026 with overwhelming support (18,776,126 FOR vs. 12,368 AGAINST).

  • ·Director election votes: Curtis L. Crofford (FOR: 7,540,574; WITHHELD: 3,855,450), John D. Furst (FOR: 7,677,322; WITHHELD: 3,718,702), Ira H. Green, Jr. (FOR: 8,943,855; WITHHELD: 2,452,169), Eric C. Neuman (FOR: 8,944,169; WITHHELD: 2,451,855), Daniel J. Kimes (FOR: 8,940,961; WITHHELD: 2,455,063), R. Wayne Prejean (FOR: 8,527,434; WITHHELD: 2,868,590), Jeremy D. Thigpen (FOR: 8,944,277; WITHHELD: 2,451,747)
  • ·Auditor ratification: FOR 18,776,126; AGAINST 12,368; ABSTAIN 1,299
TRUIST FINANCIAL CORP8-Kpositivemateriality 6/10

01-05-2026

Truist Financial Corporation held its 2026 Annual Meeting of Shareholders on April 28, 2026, with 89.3% quorum (1,108,291,362 shares present or by proxy out of 1,241,009,752 outstanding). All 11 director nominees were elected with strong majorities (e.g., Jennifer S. Banner received 898,963,546 votes for), management proposals including executive compensation approval (847,000,157 for), auditor ratification (1,066,976,093 for), and amendment of the 2022 Incentive Plan (892,091,335 for) passed decisively. A shareholder proposal on risks from policy misalignment was overwhelmingly rejected (16,932,625 for vs. 904,818,911 against).

  • ·Broker non-votes of 176,638,697 shares applied to Proposals 1, 2, 4, and 5; none for Proposal 3 (auditor ratification).
  • ·Definitive Proxy Statement filed March 16, 2026, details proposals.
UNIVERSAL LOGISTICS HOLDINGS, INC.8-Kmixedmateriality 8/10

01-05-2026

Universal Logistics Holdings, Inc. reported Q1 2026 operating revenues of $367.6 million, down from $382.4 million YoY, with a net loss of $(3.5) million or $(0.13) per share compared to net income of $6.0 million or $0.23 per share in Q1 2025; operating income fell to $4.8 million (1.3% margin) from $15.7 million (4.1% margin). While contract logistics revenues grew 5.3% to $269.5 million, intermodal revenues plunged 32.3% to $47.9 million with a wider operating loss of $(13.1) million, and trucking revenues declined 9.7% to $50.2 million. The company declared a quarterly dividend of $0.105 per share.

  • ·Q1 2026 cash and cash equivalents: $17.9 million (down from $26.8 million at Dec 31, 2025).
  • ·Outstanding debt: $754.7 million at end of Q1 2026.
  • ·Intermodal average operating revenue per load excl. fuel: $463 (down from $517 YoY).
  • ·Trucking average operating revenue per load excl. fuel: $1,762 (down from $1,874 YoY).
  • ·Dividend payable July 1, 2026 to shareholders of record June 1, 2026.
A10 Networks, Inc.8-Kneutralmateriality 6/10

01-05-2026

On April 27, 2026, Sheen Khoury was terminated as Executive Vice President, Worldwide Sales and Marketing of A10 Networks, Inc., effective immediately. The company stated that no disruption to current operations is expected from this departure. This 8-K was filed on May 1, 2026.

  • ·Registrant incorporated in Delaware, Commission File Number 001-36343, I.R.S. Employer Identification Number 20-1446869
  • ·Principal executive offices: 2300 Orchard Parkway, San Jose, CA 95131
  • ·Common stock ($0.00001 par value per share) trades on New York Stock Exchange under symbol ATEN
Health In Tech, Inc.8-Kneutralmateriality 7/10

01-05-2026

Dustin Plantholt departed from his role as Chief AI & Marketing Officer of Health In Tech, Inc. effective April 30, 2026, as part of a business transition with no disagreements on operations, policies, or practices. HITChain Inc., a subsidiary, entered a consulting agreement dated May 1, 2026, with Plantholt Advisory Group LLC (controlled by Plantholt), providing monthly compensation of $28,333.33 and 500,000 restricted shares of HITChain common stock vesting equally over 12 months. The consulting services support the AskTim AI-powered benefits counselor project, including Midnight Network ZKP integration and Health Data SDK.

  • ·Consulting agreement terminable by either party upon 10 days’ prior written notice.
  • ·Formal notice of departure received on April 27, 2026.
  • ·No authority for consultant to bind the company or supervise employees.
  • ·Acceptance of deliverables within 15 business days or deemed accepted.
Kiniksa Pharmaceuticals International, plc8-Kneutralmateriality 5/10

01-05-2026

On April 30, 2026, Eben Tessari informed Kiniksa Pharmaceuticals International, plc of his resignation as Chief Strategy Officer, effective May 15, 2026, to pursue another executive position in the life sciences industry, with no disagreement on company operations, policies, or practices. He will transition to a consulting role providing strategic and operational services and advising the Science and Research Committee at $450 per hour for up to 20 hours per month through May 15, 2027, with option to renew for one year.

  • ·Consulting Agreement terminable by either party with prior written notice.
  • ·Reimbursement for reasonable pre-approved travel and out-of-pocket expenses.
PodcastOne, Inc.8-Kpositivemateriality 7/10

01-05-2026

LiveOne (Nasdaq: LVO) and PodcastOne (Nasdaq: PODC) jointly appointed Craig Christensen, a 25-year finance executive with experience in 20 M&A transactions and a $122M public equity offering, as Interim CFO for both companies to drive financial excellence, execute M&A strategy, and scale B2B and AI growth. Robert Ellin, Chairman and CEO of LiveOne and Executive Chairman of PodcastOne, highlighted Christensen's capital markets expertise as critical for the next growth phase. PodcastOne has surpassed 3.9 billion total downloads, hosts 200 top podcasters, and reaches over 1 billion monthly impressions.

  • ·LiveOne subsidiaries include Slacker, PodcastOne, PPVOne, Custom Personalization Solutions, LiveXLive, and DayOne Music Publishing.
  • ·PodcastOne provides sales, marketing, PR, production, and distribution solutions.
  • ·Press release dated April 28, 2026; SEC filing dated May 01, 2026.
CRACKER BARREL OLD COUNTRY STORE, INC8-Kneutralmateriality 6/10

01-05-2026

Richard Wolfson, Senior Vice President, General Counsel and Corporate Secretary of Cracker Barrel Old Country Store, Inc., retired early on May 1, 2026, ahead of his originally planned May 5, 2026 retirement date, as previously announced on December 5, 2025. Jennifer Lankford, the Company's Vice President and Deputy General Counsel, was promoted to succeed him as Senior Vice President, General Counsel and Corporate Secretary effective upon his retirement. The Board recognized a successful transition facilitated by advance notice; Mr. Wolfson's Consulting Agreement was terminated, with incentive awards prorated to his retirement date.

  • ·Mr. Wolfson notified the Company of his retirement intent on December 5, 2025.
  • ·Mr. Wolfson's previously granted incentive compensation awards will settle per equity incentive plans, prorated to May 1, 2026.
KB HOME8-Kneutralmateriality 8/10

01-05-2026

KB Home announced the resignation of Robert R. Dillard, its Executive Vice President and Chief Financial Officer, effective May 8, 2026, with the departure not related to any disagreement with the company's financial or accounting policies or practices. The event occurred on April 29, 2026, and the 8-K was filed on May 1, 2026. The filing was signed by William A. (Tony) Richelieu, Vice President, Corporate Secretary and Associate General Counsel.

  • ·Company incorporated in Delaware, Commission File Number 1-9195, IRS Employer Identification No. 95-3666267
  • ·Principal executive offices at 10990 Wilshire Boulevard, Los Angeles, California 90024
  • ·Common Stock (par value $1.00 per share) traded on New York Stock Exchange under symbol KBH
374Water Inc.8-Kneutralmateriality 6/10

01-05-2026

On April 27, 2026, 374Water Inc. entered into an employment agreement with Daniel Bogar, its President and Chief Executive Officer (appointed effective February 23, 2026), providing an annual base salary of $225,000, eligibility for up to 100% performance bonus, and equity grants of options and RSUs each covering 175,000 shares of common stock under the 2021 Equity Incentive Plan. The agreement includes standard benefits, participation in executive programs, and severance terms of 6 months base salary, continued insurance, pro-rated bonus, and 6-month accelerated vesting upon termination without Cause or for Good Reason. No financial performance metrics or period-over-period changes are reported.

  • ·Severance upon termination without Cause or for Good Reason includes 6 months base salary paid in installments, 6 months continued medical/vision/dental insurance (subject to employee contributions), earned unpaid bonus, pro-rated bonus based on actual performance, and 6-month accelerated vesting of equity awards.
  • ·Vesting schedule: 25% on grant date, remaining 75% in 8 equal quarterly installments starting June 30, 2026, subject to continuous service.
  • ·Employment agreement filed as Exhibit 10.1.
Arq, Inc.8-Knegativemateriality 9/10

01-05-2026

Arq, Inc. finalized Separation and General Release Agreements effective April 29, 2026, for former COO Jeremy “Deke” Williamson and former CFO Jay Voncannon, who ceased their officer roles on March 4, 2026, but remained employed until April 18, 2026. Williamson receives approximately $361,500 in severance (12 months base salary), accelerated vesting of 34,270 restricted stock shares and 49,736 performance share units (0-200% range based on TSR), and 12 months COBRA premium lump sum. Voncannon receives accelerated vesting of 50,000 restricted stock shares and 18 months statutory COBRA benefits.

  • ·Separation Agreements attached as Exhibits 10.1 (Williamson) and 10.2 (Voncannon).
  • ·Officer roles ceased March 4, 2026; employment ended April 18, 2026.
  • ·Filing signed by Robert Rasmus on May 1, 2026.
AVITA Medical, Inc.8-Kpositivemateriality 9/10

01-05-2026

AVITA Medical, Inc. (NASDAQ: RCEL, ASX: AVH) appointed Cary Vance as permanent President and Chief Executive Officer effective immediately, following his successful interim tenure since October 2025 and a thorough board-led search process. The Board also elected Jan Stern Reed as Chair, replacing the Lead Independent Director role. The company announced its Q1 2026 earnings call for May 14, 2026.

  • ·Cary Vance served on AVITA Medical Board since 2023 and as Chairman in 2025; previously CEO of PhotoniCare, Titan Medical, OptiScan Biomedical, MyoScience, Hansen Medical, and XCath.
  • ·Jan Stern Reed served on Board since 2021 with over 35 years in healthcare; was Lead Independent Director since October 2025.
  • ·Q1 2026 earnings conference call and webcast scheduled for May 14, 2026 at 1:30 p.m. Pacific Time (6:30 a.m. AEST May 15).
NATURAL ALTERNATIVES INTERNATIONAL INC8-Kneutralmateriality 7/10

01-05-2026

Michael E. Fortin has resigned as Chief Financial Officer of Natural Alternatives International, Inc. (NAII) effective May 15, 2026, to accept a CFO position at another company for increased responsibilities and professional growth. Kenneth E. Wolf, the Company's President and former CFO, will serve as interim Principal Financial and Principal Accounting Officer while a permanent replacement is sought.

  • ·Event date: April 28, 2026
  • ·Filing date: May 1, 2026
  • ·Company address: 1535 Faraday Avenue, Carlsbad, CA 92008
  • ·Commission File Number: 000-15701
  • ·Trading symbol: NAII on NASDAQ
TechnipFMC plc8-Kpositivemateriality 6/10

01-05-2026

TechnipFMC plc held its Annual General Meeting on May 1, 2026, where shareholders approved all 10 proposals with overwhelming majorities, including the re-election of all nine director nominees with 98.29% to 99.93% votes in favor. The Amendment No. 1 to the 2022 Incentive Award Plan was approved at 98.34% FOR, and auditor appointments and related fees authorizations passed with over 99% support. Say-on-pay for named executive officers and directors' remuneration report received strong but slightly lower approval at 92.75% and 92.91% FOR, respectively.

  • ·Proposal 10 (allot equity without pre-emptive rights) received 97.96% FOR, the lowest approval among proposals.
  • ·Broker non-votes totaled 16,270,428 across director elections and select proposals.
  • ·Proxy statement filed March 19, 2026; Amendment adopted by Board on February 16, 2026.
Concentrix Corp8-Kneutralmateriality 5/10

01-05-2026

On April 29, 2026, Groupe Bruxelles Lambert SA (GBL) entered into a transaction reducing its beneficial ownership of Concentrix Corporation's common stock below the Board Nomination Threshold under the Investor Rights Agreement dated March 29, 2023. As a result, Bilge Ogut resigned from the Board of Directors, including all committees thereof, effective immediately. The threshold entitled GBL to nominate one director as long as it beneficially owned at least 50% of the shares issued to it in the September 2023 Webhelp acquisition.

  • ·Board Nomination Threshold: at least 50% of shares issued to GBL in Webhelp acquisition.
  • ·Common Stock par value: $0.0001 per share, traded on Nasdaq as CNXC.
AMERICAN AXLE & MANUFACTURING HOLDINGS INC8-Kpositivemateriality 5/10

01-05-2026

Dauch Corporation held its 2026 annual stockholder meeting on April 30, 2026, where stockholders elected directors Terry Grayson-Caprio, Sandra E. Pierce, and James A. McCaslin to three-year terms; approved the Amended and Restated 2018 Omnibus Incentive Plan; approved advisory vote on named executive officer compensation; and ratified Deloitte & Touche LLP as independent auditors. On April 29, 2026, the Compensation Committee approved a special one-time grant of restricted stock units valued at $1,000,000 to Terri M. Kemp, Senior Vice President Chief of Staff, Human Resources & Sustainability, vesting 50% on each of the one- and two-year anniversaries.

  • ·RSU award to Terri M. Kemp grants on May 4, 2026, and vests 50% on each of the one- and two-year anniversaries of the grant date, or earlier upon retirement, termination without cause, death, or disability.
  • ·Stockholder meeting held on April 30, 2026; incentive plan approved by board on February 4, 2026 subject to stockholder approval; proxy statement filed March 19, 2026.
  • ·Directors elected for terms expiring at 2029 annual meeting.
  • ·Broker non-votes consistently at 16,975,408 across proposals.
ACADIA PHARMACEUTICALS INC8-Kpositivemateriality 7/10

01-05-2026

Acadia Pharmaceuticals Inc. announced the planned year-end retirement of Elizabeth H.Z. Thompson, Ph.D., Head of Research and Development, who joined in 2024, for personal reasons; she will remain in her role until a successor is appointed and serve as a consultant through at least the end of 2026 to ensure continuity for the Phase 2 remlifanserin studies in Alzheimer’s disease psychosis (ADP) and Lewy Body Dementia Psychosis (LBDP). The company has initiated a search for a new R&D leader and affirmed that all clinical programs continue as planned without disruption. CEO Catherine Owen Adams praised Dr. Thompson's contributions to strengthening the R&D organization and pipeline.

  • ·Dr. Thompson joined Acadia in 2024.
  • ·Ongoing trials remain blinded with recruitment continuing.
  • ·Reference to 10-K for year ended December 31, 2025, filed February 26, 2026.
DEERE & CO8-Kpositivemateriality 8/10

01-05-2026

Deere & Company (NYSE: DE) announced the election of Brent Norwood, 44, as senior vice president and chief financial officer, effective May 1, 2026, following an internal and external search. Norwood brings over 20 years of experience at Deere, including roles in finance for Construction and Forestry division, acquisitions like Wirtgen and Blue River Technology, and contributions to Smart Industrial strategy and Leap Ambitions. John C. May, chairman and CEO, praised Norwood's financial expertise and strategic judgment for delivering shareholder value.

  • ·Norwood served as vice president and finance director for Construction and Forestry division and John Deere Power Systems since 2023.
  • ·Recognized by Institutional Investor as top investor relations professional and top program in machinery sector.
  • ·Prior experience in investment industry: capital markets, equity research, principal investing (M&A, LBOs, capital projects).
ENZON PHARMACEUTICALS, INC.8-Kneutralmateriality 7/10

01-05-2026

Viskase Holdings, Inc. announced the resignations of directors Peter K. Shea and Randolph C. Read on April 29, 2026, neither due to any disagreements with the company. Thomas D. Davis, the CEO, and Craig Pettit were appointed to the Board on April 30, 2026, to fill the vacancies, with no additional compensation for Davis and no related party transactions reportable. Jordan Bleznick was also appointed to the Audit Committee, now consisting of Bleznick and Kenneth Shea as Chairman.

  • ·Resignations of Shea and Read not due to any disagreement on operations, policies, or practices.
  • ·No arrangements or understandings for Davis or Pettit appointments; no reportable related party transactions under Item 404(a).
  • ·Davis's employment governed by agreement effective December 1, 2025; no additional director compensation.
  • ·Pettit affiliated with Icahn Enterprises L.P., which with affiliates owns 93.7% of common stock.
Schneider National, Inc.8-Kneutralmateriality 4/10

01-05-2026

Schneider National, Inc. filed an 8-K on May 1, 2026, including Exhibit 3.1 with its Amended and Restated Bylaws effective April 30, 2026, covering shareholder meetings, director nominations, board powers, officer roles, and indemnification provisions. Key governance updates include annual meetings on the first Tuesday of May at 10:00 a.m., special meetings callable by the CEO, Board, or holders of 10% of votes, and advance notice for shareholder proposals 90-120 days prior to the anniversary of the prior annual meeting. No financial performance data, changes, improvements, or declines reported.

  • ·Principal office: City of Green Bay, Brown County, Wisconsin
  • ·Notice of shareholder meetings: not less than 10 days nor more than 60 days prior
  • ·Shareholder notice for business proposals (non-nominations): close of business 90th day prior to and not earlier than 120th day prior to anniversary of prior year's annual meeting
  • ·If annual meeting date changed by more than 30 days: notice within 10 days of public announcement
  • ·Registered office and agent required under Wisconsin Business Corporation Law (WBCL)

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